UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (EARLIEST EVENT REPORTED) NOVEMBER 14, 2002
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ORIENT-EXPRESS HOTELS LTD.
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(Exact name of registrant as specified in its charter)
BERMUDA
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(State or other jurisdiction of incorporation)
1-16017 98-0223493
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(Commission File Number) (IRS Employer Identification No.)
41 CEDAR AVENUE
P.O. BOX HM 1179
HAMILTON HMEX, BERMUDA
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(Address of principal executive offices) (Zip Code)
441-295-2244
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
Item 5. Other Events.
Reference is hereby made to the Registrant's Registration Statement on
Form S-3 (File No. 333-67268) filed with the Securities and Exchange Commission
on August 10, 2001 and Amendment No. 1 to such Registration Statement filed with
the Securities and Exchange Commission on August 17, 2001 (the "Registration
Statement"), pursuant to which the Registrant registered 5,000,000 shares of its
Class A Common Shares.
On November 14, 2002, the Registrant agreed to sell up to 3,100,000
shares of its class A common shares in an underwritten public offering pursuant
to a pricing agreement (the "Pricing Agreement") among the Registrant, Sea
Containers Ltd., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Lazard
Freres & Co. LLC. A copy of the Pricing Agreement is filed as Exhibit 1 to this
Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
The exhibits listed below relate to the Registration Statement:
Exhibit Number Description of Exhibit
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1 Pricing Agreement dated
November 14, 2002,
among the Registrant, Sea
Containers Ltd.,
MerrillLynch, Pierce, Fenner
& Smith Incorporated and
Lazard Freres & Co. LLC
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ORIENT-EXPRESS HOTELS LTD.
Date: November 14, 2002 By: /s/ Edwing S. Hetherington
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Name: Edwin S. Hetherington
Title: Secretary
Exhibit Index
The following exhibit is filed herewith:
Exhibit Number Description of Exhibit
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1 Pricing Agreement dated
November 14, 2002,
among the Registrant, Sea
Containers Ltd.,
MerrillLynch, Pierce, Fenner
& Smith Incorporated and
Lazard Freres & Co. LLC